保诚集团美股招股说明书(2025-12-23版)

Any notes sold by the selling agents to securities dealers, or by securities dealers to certain other brokers or dealers, may be sold at a discount from the initial selling price up to0.6000% of the principal amount. Redemption Information:Non-Callable Purchasing Agent:InspereX LLC Agents:BofA / Merrill Lynch, Citigroup, Morgan Stanley, RBC Capital Markets, Wells Fargo Advisors OfferingDate:Monday,December15,2025throughMonday,December22,2025Trade Date: Monday, December 22, 2025 @ 12:00 PM ETSettle Date: Friday, December 26, 2025Minimum Denomination/Increments: $1,000.00/$1,000.00Initial trades settle flat and clear SDFS: DTC Book-Entry onlyDTC Number 0235 via RBC Dain Rauscher Inc. Prudential Financial, Inc.Prudential Financial Internotes®Prospectus Dated March 1, 2024 andProspectusSupplementDatedAugust5,2024 If the maturity date, redemption date or an interest payment date for any note is not a business day (as that term is defined in theprospectus), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, andafter, the maturity date, redemption date or interest payment date (following unadjusted business day convention). * The survivor’s option feature of your note is subject to important limitations, restrictions and procedural requirements further describedon page S-32 of your prospectus supplement. The Bank of New York will act as trustee for the Notes. Citibank, N.A., will act as paying agent, registrar and transfer agent for the Notesand will administer any survivor’s options with respect thereto. Notes will be sold to you at the selling price specified in this Pricing Supplement. The Purchasing Agent shall purchase notes from us atthe selling price less the applicable gross concession specified in this Pricing Supplement. The Purchasing Agent may resell the notes itpurchases to the agents and selected dealers at the selling price less a concession that, at the discretion of the Purchasing Agent, maybe less than or equal to the gross concession received by the Purchasing Agent. Notes purchased by the agents and selected dealerson behalf of level-fee investment advisory accounts may be sold to such accounts at the selling price less the applicable concession,and such agents and selected dealers shall not retain, as compensation, any portion of such concession applicable to such selling In the opinion of John M. Cafiero, as counsel to Prudential Financial, Inc. (the Company), when the notes offered by this pricing supplement havebeen executed and issued by the Company and authenticated by the trustee pursuant to the indenture, and delivered against payment ascontemplated herein, such notes will be valid and binding obligations of the Company, subject to bankruptcy, insolvency, fraudulent transfer,reorganization, moratorium and similar laws of general applicability related to affecting creditors’ rights and to general equity principles. This opinion isgiven as of the date hereof and is limited to the laws of New Jersey and New York. In addition, this opinion is subject to customary assumptions aboutthe trustee’s authorization, execution and delivery of the indenture and the genuineness of signatures and to such counsel’s reliance on officers of the